All shipments to or from the Customer, which term shall include the exporter,
importer, sender, receiver, owner, consignor, consignee, transferor or
transferee of the shipments, will be handled by the forwarder and/or custom
broker handling this shipment (herein called the "Company")
on the following terms and conditions:

Services by Third Parties. Unless the Company carries, stores
or otherwise physically handles the shipment, and loss, damage, expanse
or delay occurs during such activity, the Company assumes no liability
as a carrier and is not to be held responsible for any loss, damage,
expense or delay to the goods to be forwarded or imported except as
provided in paragraph B and subject to the limitations of paragraph
8 below, but undertakes only to use reasonable care in the selection
of carriers, truckmen, lightermen, forwarders, customs brokers, agents,
warehousemen and others to whom it may entrust the goods for transportation,
cartage, handling and/or delivery and/or storage or otherwise. When
the Company carries stores or otherwise physically handles the shipment,
it does so subject to the limitation of liability set forth in paragraph
8 below unless a separate bill of lading, air waybill or other contract
of carriage is issued by the Company, in which event the terms thereof
shall govern.

Liability Limitations of Third Parties. The Company is authorized
to select and engage carriers, truckmen, lightermen, forwarders, customs
brokers, agents, warehousemen and others, as required to transport,
store, deal with and deliver the goods, all of whom shall be considered
as the agent of the Customer, and the goods may be entrusted to such
agencies subject to all conditions as to limitation of liability for
loss, damage, expense or delay to all rules, regulations, requirements
and conditions, whether printed, written or stamped, appearing in bills
of lading, receipts or tariffs issued by such carriers, truckmen, lightermen,
forwarders customs brokers, agents, warehousemen, and others. The Company
shall under no circumstances be liable for any loss, damage, expense
or delay to the goods for any reason what so ever when said goods are
in custody possession or control of third parties selected by the Company
to forward, enter and clear, transport or render other services with
respect to such goods.

Choosing Routes or Agents. Unless express instructions in writing
are received from the Customer, the Company has complete freedom in
choosing the means, route and procedure to be followed in the handling,
transportation and delivery of the goods. Advice by the Company to the
Customer that a particular person of firm has been selected to render
services with respect to the goods shall not be construed to mean that
the Company warrants or represents that such person or firm will render
such services.

Quotations Not Binding. Quotations as to fees, rates of duty,
freight charges, insurance premiums or other charges given by the Company
to the Customer are for informational purposes only and are subject
to change without notice and shall not under any circumstances be binding
upon the Company unless the Company in writing specifically undertakes
the handling or transportation of the shipment at a specific rate.

Duty to Furnish Information. (a) On an import at a reasonable
time prior to entering of the goods for U.S. Customs, the Customer shall
furnish to the Company invoices in proper form and other documents necessary
or useful in the preparation of the U.S. Customs entry and, also, such
further of origin, the genuineness of the merchandise and any mark or
symbol associated with it, the Customers right to import and/or
distribute the merchandise, and the merchandises admissibility,
pursuant to U.S. law or regulation. If the Customer fails in a timely
manner to furnish such information or documents, in whole or in part
as may be required to complete U.S.Customs entry or comply with U.S.
laws or regulations, or if the information or documents furnished are
inaccurate or incomplete, the Company shall be obligated only to use
its best judgment in connection with the shipment an in no instance
shall e charge with knowledge by the Customer of the true circumstances
to which such inaccurate, incomplete, or omitted information or document
pertains. Where a bond is required by U.S. Customs to be given for the
production of any document or the performance of any act, the Customer
shall be deemed bound by the terms of the bond not with standing the
fact that the bond has been executed by the Company as principal, it
being understood that the Company entered into such undertaking at the
instance and on behalf of the Customer, and the Customer shall indemnity
and hold the Company harmless for the consequences of any breach of
the terms of the bond. (b) On an export at a reasonable time prior to
the exportation of the shipment the Customer shall furnish to the Company
the commercial invoice in proper form and number, a proper consular
declaration, weights, measure, values and other information in the language
of and as may be required by the laws and regulations of the U.S. and
the country of destination of the goods. (c) On an export or import
the Company shall not in any way be responsible or liable for increased
duty, penalty, fine or expense unless caused by the negligence or other
fault of the Company, in which event its liability to the Customer shall
be governed by the provisions of paragraphs 8-9 below. The Customer
shall be bound by and warrant the accuracy of all invoices, documents
and information furnished to the Company by the Customer or its agent
for export, entry or other purposes and the Customer agrees to indemnify
and hold harmless the Company against any increased duty, penalty, or
expense including attorneys fees, resulting from any inaccuracy,
incomplete statement, omission or any failure to make timely presentation,
even if not due to any negligence of the Customer.

Declaring Higher Valuation. In as much as truckers, carriers,
warehousemen and others to whom the goods are entrusted usually limit
their liability for loss or damage unless a higher value is declared
and a charge based on such higher value is agreed to by said truckers,
etc., the Company must receive specific written instructions from the
Customer to pay such higher charge based on valuation and the trucker,
etc. subject to the limitation of liability set forth herein in paragraphs
8-9 below with respect to any claim against the Company and subject
to the provisions of paragraph 2 above.

Insurance. The Company will make reasonable efforts to effect
marine, fire, theft, and other insurance upon the goods only after specific
written instructions have been received by the Company in sufficient
time prior to shipment from point of origin, and the Customer at the
same time states specifically the kind and amount of insurance to be
placed. The Company does not undertake or warrant that such insurance
can or will be placed. Unless the Customer has its own open manned policy
and instructs the Company to effect insurance under such policy, insurance
is to be effected with one or more insurance companies or underwriters
to be selected by the Company. Any insurance placed shall be governed
by the certificate or policy issued and will only be effective when
accepted by such insurance companies or underwriters. Should an insurer
dispute its liability for any reason, the insured shall have recourse
against the insurer only and the Company shall not be under any responsibility
or liability in relation there to not with standing that the premium
upon the policy may not be at the same rates as that charged or paid
to the Company by the Customer, or that the shipment was insured under
a policy in the name of the Company. Insurance premiums and the charge
of the Company for arranging the same shall be at the Customers
expanse. If for any reason the goods are held in warehouse, or elsewhere,
the same will not be covered by any insurance, unless the Company receives
written instructions from the Customer. Unless specifically agreed in
writing, the Company assumes no responsibility to affect insurance on
any export or import shipment which it does not handle.

Limitation of Liability for Loss, etc. (a) The Customer agrees
that the Company shall only be liable for any loss, damage, expense
or delay to the goods resulting from the negligence or other fault of
the Company: such liability shall be limited to an amount equal to the
lesser of fifty dollars ($50.00) per entry of shipment o the fee(s)
charged for services, provided that, in the case of partial loss, such
amount will be adjusted, pro rate. (b) Where the Company issues its
own bill of lading and receives freight charges as its compensation,
Customer has the option of paying a special compensation and increasing
the limit of Companys liability up to the shipments actual value;
however, such option must e exercised by written agreement, entered
into prior to any covered transactions(s), setting forth the limit of
the Companys liability and the compensation received; (c) In stances
other than in (b) above, unless the Customer makes specific written
arrangements with the Company to pay special compensation and declare
a higher value and Company agrees in writing, liability is limited to
the amount set forth in (a) above; (d) Customer agrees that the Company
shall, in no event, be liable for consequential, punitive, statutory,
or special damages in excess of the monetary limit provided for above.

Presenting Claims. The Company shall not be liable under paragraph
8 for any claims not presented to it in writing within 90 days of either
the date of loss or incident giving rise to the claim; no suit to recover
for any claim or demand hereunder shall be maintained against the Company
unless instituted within six (6) months after the presentation of the
said claim or such longer period provided for under statute(s) of the
State having jurisdiction of the matter.

Advancing Money. The Company shall not be obliged to incur
any expense, guarantee payment or advance any money in connection with
the importing, forwarding, transporting, insuring, storing or coopering
of the goods, unless the same is previously provided to the Company
by the Customer on demand. The Company shall be under no obligation
to advance freight charges, customs duties or taxes on any shipment,
nor shall any advance by the Company be construed as a waiver of the
provisions hereof.

Indemnification for Freight, Duties. In the event that a carrier,
other person or any governmental agency makes a claim or institutes
legal action against the Company for ocean or other freight, duties,
fines, penalties, liquidated damages or other money due arising from
a shipment of goods of the Customer, the Customer agrees to indemnify
and hold harmless the Company for any amount the Company may be required
to pay such carrier, other person or governmental agency together with
reasonable expenses, including attorneys fees, incurred by the
Company in connection with defending such claim or legal action and
obtaining reimbursement from the Customer. The confiscation or detention
of the goods by any governmental authority shall not affect or diminish
the liability of the Customer to the Company to pay all charges or other
money due promptly on demand.

C.O.D. Shipments. Goods received with Customers or other
persons instruction to "Collect on Delivery" (C.O.D.)
by drafts or otherwise, or to collect on any specified terms by time
drafts or otherwise, are accepted by the Company only upon the express
understanding that it will exercise reasonable care in the selection
of a bank correspondent, carrier or agent to whom it will send such
item for collection, and the Company will not be responsible for any
act, omission, default, suspension, insolvency or want of care, negligence,
or fault or such bank, correspondent, carrier or agent, nor for any
delay in remittance lost in exchange, or during transmission, or while
in the course of collection.

General Lion on Any Property. The Company shall have a general
lien on any and all property (and documents relating thereto) of the
Customer, in its possession, custody, or control or en route, for all
claims or charges, expenses or advances incurred by the Company in connection
with any shipments of the Customer and if such claim remains unsatisfied
for thirty (30) days after demand for its payment is made, the Company
may sell at public auction or private sale, upon ten (10) days written
notice, registered mail (R.R.R.), to the Customer, the goods, wares,
and/or merchandise, or so much thereof as may be necessary to satisfy
such lien, and apply the net proceeds of such sales to the payment of
the amount due to the Company. Any surplus from such sale shall be transmitted
to the Customer, and the Customer shall be liable for any deficiency
in the sale.

Compensation of Company. The compensation of the Company for
its services shall be included with and is in addition to the rates
and charges of all carriers and other agencies selected by the Company
to transport and deal with the goods and such compensation shall be
exclusive of any and other in connection with the shipment. On ocean
exports, upon request, the Company shall provide a detailed breakout
of the components of all charges assessed and a true copy of each pertinent
document relating to these charges. In any referral for collection or
action against the Customer for monies due the Company, upon recovery
by the Company, the Customer shall pay the expenses of collection and/or
litigation, including a reasonable attorney fee.

No Responsibility for Governmental Requirements. It is the
responsibility of the Customer to know and comply with the marking requirements
of the U.S. Customs Service, the regulations of the U.S. Food and Drug
administration, and all other requirements, including regulations of
Federal, state ad/or local agencies pertaining to the merchandise. The
accompany shall not be responsible for action taken or fines or penalties
assessed by a governmental agency against the shipment because of the
failure of the Customer to comply with the law or the requirements or
regulations of any governmental agency or with a notification issued
to the Customer by any such agency.

Indemnity Against Liability Arising from the Importation of Merchandise.
The Customer agrees to indemnify and hold the Company harmless from
any claims and/or liability arising from the importation of merchandise
which violates any Federal, state and/or other laws or regulations and
further agrees to indemnify and holds the Company harmless against any
and all liability, loss, damages, costs, claims and/or expanses, including
but not limited to attorneys fees, which the Company may hereafter
incur, suffer or be required to pay be reason of claims by any government
agency or private party. In the event that any action, suit or proceeding
is brought against the Company by any government agency or any private
party, the Company shall give notice in writing to the Customer by mail
at its address on file with Company. Upon receipt of such notice, the
Customer at its own expense shall defend against such action and take
all steps as may be necessary or proper to prevent the obtaining of
a judgement and/or order against the Company.

Loss, Damage or Expense Due to Delay. Unless the services to
be performed by the Company on behalf of the Customer are delayed by
reason of the negligence or other fault of the Company, the Company
shall not be responsible for any loss, damage or expense incurred by
the in accordance with the provisions of paragraphs 8-9 above.

Construction of Terms and Venue. The foregoing terms and conditions
shall be construed according to the laws of the State of North Carolina.
Unless otherwise consented to in writing by the Company no legal proceeding
against the Company may be instituted by the Customer, its assigns or
subrogee except in the City of Raleigh.